report on the - sgl carbon · 2019-07-05 · glass fiber reinforced plastic (gfrp) springs include...
TRANSCRIPT
Report on the first quarter
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Group sales increased by nearly 10% to 289 million in the first
quarter 2019 compared to the prior year quarter driven by organic
growth in the market segments Digitization, Energy, Chemicals and
Industrial Applications
Adjusted for the positive one-time effect of 4 million from a land
sale in the prior year, Group recurring EBIT increased by 2 million to
almost 19 million
As announced in March 2019, CFM continued the weak development
from Q4/2018 with a break-even EBIT while GMS recorded a record
result – in summary Group EBIT in Q1/2019 came in slightly higher
than forecasted
Guidance for the full year 2019 confirms the outlook presented in the
Annual Report 2018
Refinancing measures completed with the successful placement of
a 250 million corporate bond in April 2019 as well as the 175 million
syndicated loan signed in January 2019
Summary
3SGL Carbon Q1 2019
1st Quarter
million 2019 2018 Change
Sales revenue
EBITDA before non-recurring items
Operating profit (EBIT) before non-recurring items (recurring EBIT) –
Return on sales (EBIT-margin) 1) -
Return on capital employed (ROCE EBIT)2) -
Operating profit –
Result from discontinued operations, net of income taxes –
Consolidated net result (attributable to shareholders of the parent company) –
million 31. Mar. 19 31. Dec. 18 Change
Total assets
Equity attributable to the shareholders of the parent company
Net financial debt 3)
Gearing 4) -
Equity ratio 5) -
1) Ratio of EBIT before non-recurring items to sales revenue 2) EBIT before non-recurring items for the last twelve months to average capital employed - continuing operations (total of goodwill, other intangible assets, property,
plant and equipment, investments accounted for At-Equity and working capital) 3) Financial liabilities (nominal amounts) less liquidity 4) Net financial debt divided by equity attributable to the shareholders of the parent company 5) Equity attributable to the shareholders of the parent company divided by total assets
Content
News .............................................................................. 4Interim Group Management Report ................................... 6Economic environment ........................................................ 6Key events of the business development .............................. 6Business development ........................................................ 7Opportunities and Risks ...................................................... 12Outlook ..............................................................................13
Condensed Consolidated Financial Statements ................ 16Consolidated Income Statement ........................................ 16Consolidated Statement of Comprehensive Income .............. 17Consolidated Balance Sheet .............................................. 18Consolidated Cash Flow Statement .................................... 20
Condensed Consolidated Statement of Changes in Equity ... 22Notes to the Condensed Consolidated Interim Financial Statements....................................................................... 23
Responsibility statement ................................................ 31Other information .......................................................... 32Financial Calendar 2019 ..................................................... 34Investor Relations Contact ................................................. 34
Financial highlights
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SGL Carbon
March 2019 The Supervisory Board of SGL Carbon SE has extended the contract of the Chief Executive Officer Dr. Jürgen Köhler (58) for another term of three years until December 31, 2022 at its meeting on March 26, 2019. The Supervisory Board thus sends a message of continuity.
Dr. Jürgen Köhler has been a member of the Board of Manage-ment of SGL Carbon SE since June 1, 2013 and has been CEO of SGL Carbon SE since January 1, 2014.
April 2019 On April 10, 2019 we successfully placed a corporate bond in the amount of 250 million with a coupon of 4,625 % and a maturity until 2024 among institutional investors. The transaction gener-ated very good demand and was several times oversubscribed. With this bond and the syndicated loan in the amount of 175 million signed in January 2019, we have completed our refi-nancing measures and are thus financed until 2023 with re-spect to our existing financial liabilities.
Reporting Segment Composites – Fibers & Materials (CFM)
January 2019 SGL Carbon and Airbus Helicopters agree on framework con-tract for more intensive collaboration. The helicopter manufac-turer Airbus Helicopters Germany and SGL Carbon have been working together for years in the field of processing composite materials for aircraft doors of the Airbus Group. In future, the cooperation with Airbus will be extended and further intensified to applications for the helicopter sector for example for the supply of fiber based fabrics.
March 2019 At the JEC World in Paris, the worldwide largest trade fair for composites, SGL Carbon laid the focus on smart solutions for the automotive industry. Under the motto „The Weight and Perfor-mance Optimizers“ SGL Carbon presented a wide range of tailored components and high-performance materials along the entire value chain. Examples include:
Carbon composite rear wall for a high-performance car of a major German automobile manufacturer.
An innovative natural fiber door concept for a sportscar manufacturer. In concrete terms, the hybrid composite compo-nents consist of a combination of biology-based natural fibers and fossil-based carbon fibers as well as conventional plastics.
Visible carbon components with a high degree of functional integration.
Leaf spring based on fiberglass. The major advantages of the glass fiber reinforced plastic (GFRP) springs include a weight reduction up to 65 percent compared to standard steel springs, greater driving comfort and more interior space.
Composite battery boxes for electric vehicles based on glass fiber and carbon fiber reinforced composite materials. With the so-called high-voltage battery housing, SGL presented a con-cept which enables a weight reduction of up to 50 percent compared to a steel component. It also meets highest stan-dards in terms of fire resistance, rigidity, acoustics and both thermal and electromagnetic shielding.
Windshield in efficient skeleton design composed from a combi-nation of formable thermoplastic profiles and subsequent extrusion coating with thermoplastic short fiber granules into a complex skeletal structure.
March 2019 SGL Carbon and Onur Materials Services enter into supply contract and cooperation for high-performance insulation components for aero engines. In addition, Onur Materials Services will act as a sales partner for the distribution of additional blankets to other renowned airlines in various countries in the Middle East with a sales potential for several hundred additional blankets.
March 2019 The Fiber Placement Center (FPC) of SGL Carbon and Fraunhofer IGCV based at the SGL site in Meitingen (Germany) is constantly evolving. At this year’s JEC World in Paris the Center’s first anniversary as well as the acquisition of two new partners Cevotec and Coriolis Composites was recognized.
April 2019 The Chinese automotive manufacturer NIO in collaboration with SGL Carbon has developed battery enclosures made of carbon fiber reinfoced plastics (CFRP) for high-performance electric vehicles. Thanks to the use of CFRP, the battery enclosure is extremely lightweight, stable and safe. The entire battery enclosure, including the batteries, can be changed at swap-ping stations of NIO within just three minutes. NIO presented the swap concept at NIO Day in December 2017 for the first time and now demonstrated the actual system along with various technological innovations including the CFRP battery enclo-sure live at the 2019 Shanghai Auto Show.
News
5SGL Carbon Q1 2019
Commercial battery enclosures for electric vehicles are mainly made of aluminum and steel. In comparison, the CFRP battery enclosure is around 40 percent lighter. Other benefits include the enclosures’ stiffness and the approximately 200 times lower thermal conductivity of CFRP compared to aluminum, which better shields the battery from heat and cold. Plus, the composite also offers excellent values in terms of water and gas leakage tightness and corrosion resistance
SGL Carbon expects demand for lightweight solutions for battery enclosures in the automotive sector to grow rapidly in the next few years due to increasing electromobility. The company is already working with various partners to continue developing different battery enclosures made of composites with the aim of scaling them for electric vehicle batteries of all sizes and designs.
Reporting segment Corporate
April 2019 At this year's Hannover Messe trade show, the “world’s leading industrial show,” SGL Carbon’s central research and develop-ment department showcased current development projects at the joint booth “Bayern Innovativ”. SGL Carbon’s motto is “innovation with carbon” and focused on three major areas: Additive manufacturing with carbon and silicon carbide, hybrid materials with carbon, and high-performance ceramics. Among others, showcased items include 3D-printed casting cores, pump housings and heat exchangers, a metal-CFRP structure, a test rocket nozzle infiltrated with silicon carbide, as well as innovative carbon fiber fabrics for reinforcing concrete with CFRP.
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Economic environment
In April 2019, the International Monetary Fund (IMF) lowered its forecast for global growth for this year by 0.2 percentage points to 3.3%, while leaving its forecast for 2020 unchanged at 3.6%.
For the Euro zone, the IMF is anticipating slightly lower growth for this and next year. Accordingly, growth is antici-pated 0.3 percentage points lower at 1.3% for 2019 and 0.2 percentage points lower at 1.5% for 2020. Expectation for Germany are at 0.8% (minus 0.5 percentage points) for 2019 and 1.4% (minus 0.2 percentage points) for next year.
Despite the slightly reduced growth rates and the increased global economic risks, we confirm the statements made in the Annual Report 2018 with regards to our anticipated business development.
Key events of the business development
New senior secured notes
SGL Carbon SE has successfully placed Senior Secured Notes in the amount of 250 million with an interest rate of 4.625% due 2024 (the “Notes”) in April 2019.
SGL Carbon will use the proceeds, together with cash on hand, to prefund its existing convertible bonds due 2020 (the “2020 Convertible Bonds”), to completely repay the loan related to the BMW Joint Venture and to pay related costs and expenses. SGL Carbon has deposited the aggregate amount of principal and interest that will be due under the 2020 Convertible Bonds until their maturity into an escrow account that will be pledged for the benefit of the holders of the 2020 Convertible Bonds to prefund this bond.
New IFRS 16 accounting standard
Effective January 1, 2019, SGL Carbon introduced the new accounting standard of IFRS 16 (Leases) and changed its accounting policies. In accordance with the transition
method chosen by us in accordance with IFRS 16, there is no adjustment to prior periods. As a result, changes in net income, assets and liabilities, and cash flow will be affected by the new accounting policies in fiscal year 2019.
The following effects resulted from the first-time adoption of IFRS 16 as of January 1, 2019:
- Capitalization of rights of use increased property, plant and equipment of 36.7 million
- Financial liabilities increased by 36.6 million due to the recognition of leasing liabilities. Of this amount, 27.3 million related to long-term liabilities and 9.3 million to short-term liabilities.
- Shareholders equity increased by 0.1 million
In the first quarter of 2019, we recognized depreciation for rights of use assets in the amount of 2.2 million and imputed interest expenses for lease liabilities in the amount of 0.3 million in our consolidated income statement. IFRS 16 also affects the structure of the cash flow statement of SGL Carbon: Cash flow from operating activities and free cash flow increased by 2.1 million and cash flow from financing activities decreased by 2.1 million.
For further details to the transition effects in the opening balance sheet, please refer to the notes to the condensed consolidated interim financial statements.
Interim Group Management Report (unaudited)
7SGL Carbon Q1 2019
Business development
Segment Reporting
Reporting segment Composites – Fibers & Materials (CFM)
1st Quarter
million 2019 2018 Change
Sales revenue
EBITDA before non-recurring items 1) –
EBIT before non-recurring items (recurring EBIT) 1) –
Return on sales (EBIT-margin) 1) -
Return on capital employed (ROCE EBIT) 2) -
Operating profit (EBIT) – >–
1) Non-recurring items of minus 2.4 million and 26.7 million in the first quarter 2019 and 2018, respectively
2) EBIT before non-recurring items for the last twelve months to average capital employed (total of goodwill, other intangible assets, property, plant and equipment, investments accounted for At-Equity and working capital)
As expected, sales in the first quarter 2019 in the reporting segment CFM at 115.0 million remained on the prior year level (currency adjusted: minus 2%). While the market seg-ment Wind Energy recorded strong growth compared to the very weak prior year, the market segment Industrial Applica-tions posted lower sales. In contrast, sales in the market segments Automotive, Aerospace and Textile Fibers re-mained approximately on the prior year level.
Following the complete acquisition of Benteler SGL at the end of 2017, Ceramic Brake Discs (Brembo SGL; development and production of carbon ceramic brake discs) remains as the only major investment accounted for At-Equity and is allocated to the market segment Automotive. In the first quarter 2019, sales of all At-Equity accounted investments at
60.6 million remained approximately on the prior year level (Q1/2018: 61.3 million, 100% values for companies) and is not included in our Group sales revenue.
Recurring EBIT in the first quarter 2019 as anticipated reflected the developments seen in the fourth quarter 2018 and again reached a break even result at 0.4 million. Accordingly, the EBIT margin in the business unit decreased to 0.3% after 8.1%. The main reason for this development was the significant price decrease in acrylonitrile, the raw mate-rial for the business in the market segment Textile Fibers. This led to a substantial reduction in our selling prices, while
our inventory of raw materials was still valued at higher prices, leading to a temporary margin contraction, which slightly eased in March. Despite higher sales, the market segment Wind Energy also recorded declining earnings due to a temporary unfavorable product mix. In contrast, the earnings levels in the remaining market segments Automo-tive, Aerospace and Industrial Applications remained approx-imately on the prior year level.
After consideration of non-recurring items amounting to minus 2.4 million, EBIT in the first quarter 2019 decreased to minus 2.0 million (Q1/2018: 36.0 million). Non-recurring items in the prior year quarter included a positive effect from the full consolidation of the former Joint Ventures with the BMW Group (SGL ACF) resulting from the adjustment to the fair value of the proportionate shareholding as of the date of acquisition in the amount of 28.4 million as well as the depreciation from the purchase price allocation relating to the purchase of the remaining shareholding in SGL ACF. In contrast, non-recurring items in the reporting period only included the depreciation from the purchase price allocation.
Reporting segment Graphite Materials & Systems (GMS)
1st Quarter
million 2019 2018 Change
Sales revenue
EBITDA
Operating profit (EBIT)
Return on sales (EBIT-margin) -
Return on capital employed (ROCE EBIT) 1) -
1) EBIT before non-recurring items for the last twelve months to average capital employed (total of goodwill, other intangible assets, property, plant and equipment, investments accounted for At-Equity and working capital)
Sales in the reporting segment GMS in the first quarter 2019 increased by 17% (currency adjusted: 14%) to 164.2 million. The main driver for this strong development was the market segments Semiconductor and LED, which increased their sales substantially more than 50%. The market segment Automotive & Transport also grew more than proportionately and increased its sales by more than 40%. Substantial growth was also recorded in the market segment Industrial Applications, while the market segment Chemicals posted slight growth. As expected, sales in the market segment Battery & other Energy remained on the prior year level while we again limited sales to below the prior year level in the
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market segment Solar to prioritize sales to the Semicon-ductor and LED industries.
In total, EBIT in the first quarter 2019 increased substantially more than proportionately by 54% to a record level of
25.9 million (Q1/2018: 16.8 million) which resulted in a significantly higher EBIT margin of 15.8% (Q1/2018: 12.0%) due to improved results in most market segments. Only the market segments Solar and Chemicals posted earnings on the prior year level. Despite higher sales, earnings in the market segment Automotive & Transport declined due to customary start up costs relating to new projects, which are expected to decline in the course of the year.
Reporting segment Corporate
1st Quarter
million 2019 2018 Change
Sales revenue
EBITDA – – –
Operating profit/loss (EBIT) – – –
thereof Central Innovation – –
In the first quarter 2019, sales in the reporting segment Corporate increased by 16% (no currency effect) compared to the prior year quarter to 9.6 million (Q1/2018: 8.3 million) mainly due to substantially higher sales in the market segment Energy. This relates to sales of our central research & development department (Central Innovation) for fuel cell components.
Even though EBIT in the reporting segment Corporate at minus 7.6 million was below the prior year level (Q1/2018: minus 5.6 million), the prior year included a positive effect from a land sale in Canada in the amount of 3.9 million. Adjusted for this effect, EBIT in the reporting segment Corporate even improved due to lower costs relating to last year’s implementation of the Operations Management System (OMS) as well as lower expenses of our central research and development activities. At minus 1.7 million, these were below the prior year level due to increased earnings contribution from the business with fuel cell components.
Group business development
Condensed Consolidated Income Statement
1st Quarter
million 2019 2018 Change
Sales revenueCost of sales – – –
Gross profit
Selling, administrative and R&D expenses – – –
Other operating income/expenses –
Result from investments accounted for At-Equity –
Operating profit (EBIT) before non-recurring items (recurring EBIT) –
Non-recurring items – >–
Operating profit (EBIT) –EBITDA before non-recurring items
Sales revenue increased significantly by 10% (currency adjusted by 7%) to 288.8 million (Q1/2018: 263.4 million). The increase in sales revenue is primarily attributable to higher deliveries by GMS. The gross margin improved to 21.6% in the reporting period (Q1/2018: 20.3%) due to price increases and higher fixed cost absorption in the reporting segment GMS as well as cost savings. Accordingly, gross profit rose significantly to 62.3 million in the reporting period from
53.4 million in the prior year period. Selling, administrative, and R&D expenses increased by 9% to 48.7 million (Q1/2018:
44.7 million), at a slightly slower rate than sales revenue.
Although recurring EBIT in the period under review decreased by 9% to 18.7 million (Q1/2018: 20.5 million), the prior-year period included an income of 3.9 million from a land sale in the reporting segment Corporate. Adjusted for this effect, recurring EBIT improved by 2.1 million. This is attributable to the fact that the decline in earnings in the business unit CFM was more than offset by the significant improvements in operating earnings in the business unit GMS and in Corporate.
Non-recurring items of 2.4 million in the reporting period mainly include the additional amortization of identified assets and liabilities resulting from purchase price allocation (PPA) amounting to minus 2.6 million. In addition, further non-recurring items from a reduction of restructuring provisions in the amount of 0.2 million were included. In the first quarter of the prior year, an adjustment to the fair value of the net assets of the previously proportionally
9SGL Carbon Q1 2019
consolidated joint operation with the BMW Group was required. This resulted in a positive impact on non-recurring earnings amounting to 28.4 million. As a result of this high positive non-recurring item in the previous year, EBIT after non-recurring items decreased from to 47.2 million in the first quarter of 2018 to 16.3 million in the reporting period.
Net financing result
1st Quarter
million 2019 2018 Change
Interest income
Interest expense – –
Imputed interest convertible bonds (non-cash) – – –
Imputed interest finance lease (non-cash) – – –
Interest expense on pensions – – –
Interest expense, net – – –
Amortization of refinancing costs (non-cash) – –
Foreign currency valuation of Group loans (non-cash)
Other financial income/expense -
Other financing result –Net financing result – –
After the repayment of the convertible bond 2012/2018 (interest rate of 2.75%) in January 2018, interest expense particularly related to the interest on the convertible bond 2015/2020 (interest rate of 3.5%), the convertible bond 2018/2023 (interest rate 3.0%) and the financial debt of SGL Composites due to BMW Group. The non-cash imputed interest on the convertible bond is recognized in order to adjust the coupon on the convertible bond to comparable interest rates at the time of its issuance.
As a result of the convertible bond issued in the third quarter of 2018 and the interest expense from IFRS 16 to be recog-nized for the first time in 2019 amounting to 0.3 million, net interest expense for the reporting period increased slightly from 6.7 million to 7.1 million. The other financing result, in particular from foreign currency valuation of intercompany loans, improved significantly year-on-year to 0.9 million (Q1/2018: minus 0.3 million). Because of this positive foreign currency effect, net financing result overall improved to
6.2 million (Q1/2018: 7.0 million).
Condensed Consolidated Income Statement (continued)
1st Quarter
million 2019 2018 Change
Operating profit (EBIT) –Net financing result – –
Result from continuing operations before income taxes –Income tax expense – –
Result from continuing operations –Result from discontinued operations, net of income taxes –
Net result for the period –Attributable to:
Non-controlling interests -
Consolidated net result (attributable to shareholders of the parent company) –
Earnings per share - basic and diluted (in ) –
Result from continuing operations
Mainly due to the non-recurrence of the positive non-recurring item in the prior year as described above, the result from continuing operations before income taxes decreased from 40.2 million in the prior year period to 10.1 million in the reporting period. Income tax expense of 1.1 million (prior year period: 3.8 million) was characterized by current tax expenses on the positive earnings contributions of group companies.
Result from discontinued operations after taxes and net result for the period
The result from discontinued operations mainly includes income and expenses incurred by the former business units Performance Products (PP) and Aerostructures (AS). There was no impact on earnings in the reporting period. The expense in the prior year period was impacted by additional tax provisions related to the sale of PP.
Consolidated net result of the period amounted to 8.9 mil-lion compared to 32.2 million in the prior year period (after deduction of non-controlling interests of 0.1 million in the reporting period and 0.0 million in the first quarter 2018).
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Balance sheet structure
ASSETS m 31. Mar. 19 31. Dec. 18 Change
Non-current assets
Current assets –
Assets held for sale - -
Total assets
EQUITY AND LIABILITIES m
Equity attributable to the shareholders of the parent company
Non-controlling interests –
Total equity
Non-current liabilities
Current liabilities –
Liabilities in connection with assets held for sale - -
Total equity and liabilities
Total assets as of March 31, 2019, increased by 36.6 million or 2.3% to 1,621.7 million compared to December 31, 2018. Non-current assets increased by 35.4 million at the end of the quarter as a result of the first time adoption of IFRS 16, which requires the capitalization of lease contracts. In contrast, current assets changed only slightly. The decrease in cash and cash equivalents of 19.2 million was compen-sated by the increase in trade receivables and contract assets of 19.7 million.
The increase in non-current liabilities is mainly attributable to the overall increase in pension provision by 17.1 million to
310.3 million. This increase is the result of the adjustment of the pension discount rates to the expected long-term interest environment in Germany and in the US by minus 0.3%-points to 1.6% and by 0.4%-points to 3.8%. In addition, a total of 15.7 million required by the new lease accounting in accordance with IFRS 16 is reported as non-current liabilities. The reduction in current liabilities is mainly due to the bonus payments made to employees in March 2019 and the reduction in trade payables by 4.6 million. In contrast, other current liabilities increased by 19.4 million, primarily due to current leasing liabilities recognized for the first time in accordance with IFRS 16.
Working Capital
million 31. Mar. 19 31. Dec. 18 Change
Inventories
Trade accounts receivable and contract assets
Trade payables – –
Working Capital
Working capital increased by 24.9 million to 444.0 million as of March 31, 2019. The nominal increase was mainly due to the increase in trade receivables and contract assets under IFRS 15 of 15.9 million. The significant increase in trade receivables and contract assets resulted from the increased business volume in the reporting segment GMS. Assigned receivables to a financial institution from a factoring agree-ment in the amount of 22.2 million have limited the increase in trade receivables. Working capital increased in the first quarter of 2019 also as a result of the reduction in trade payables.
Changes in equity
As of March 31, 2019, equity attributable to the shareholders of the parent company increased to 534.4 million (Decem-ber 31, 2018: 531.6 million). The increase is mainly attribut-able to the positive net result of the period amounting to
8.9 million. Negative effects from the adjustment of interest rates for pension provisions to the lower interest rate envi-ronment in Germany and the USA in the amount of minus
16.3 million were partially compensated by positive effects from foreign currency changes of 10.0 million. Overall, the equity ratio as of March 31, 2019 decreased slightly to 33.0% compared to 33.5% as of December 31, 2018, because of the increased total assets resulting from the adoption of IFRS 16.
11SGL Carbon Q1 2019
Net financial debt
million 31. Mar. 19 31. Dec. 18 Change
Carrying amount of current and non-current financial liabilities
Remaining imputed interest for the convertible bonds –
Accrued refinancing cost
Total financial debt (nominal amount)Liquidity - continuing operations –
Liquidity - discontinued operations –
Total liquidity (continuing and discontinued) –
Net financial debt - continuing and discontinued operationsthereof: SGL Composites (formerly SGL ACF)
Non-current financial liabilities
Cash and cash equivalents
Net financial debt SGL Composites
Net financial debt excluding SGL Composites (formerly SGL ACF)
The financial debt mainly include both convertible bonds, the financial debt of SGL Composites due to BMW, the netted amounts of the remaining imputed interest components as well as the refinancing costs.
As of March 31, 2019, net financial debt increased by 21.4 million to 263.6 million. This development is primarily
attributable a payment of 10.5 million relating to a settle-ment with the purchaser of the Aerostructures business, within the scope of discontinued operations. On the other hand, the negative free cash flow from continuing operations of minus 3.7 million had only a minor effect on the increase in net financial debt.
Free cash flow 1st Quarter
million 2019 2018
Cash flow from operating activities
Result from continuing operations before income taxes
Income from business combination achieved in stages - –
Depreciation/amortization expense
Changes in working capital – –
Miscellaneous items – –
Cash flow from operating activities - continuing operations –
Cash flow from operating activities - discontinued operations
Cash flow from operating activities - continuing and discontinued operations –Cash flow from investing activities
Payments to purchase intangible assets and property, plant & equipment – –
Proceeds from the sale of intangible assets and property, plant & equipment
Payments for the acquisition of subsidiaries, net of cash acquired - –
Dividend payments from investments accounted for At-Equity -
Payments received for divestitures
Cash flow from investing activities - continuing operations – –
Cash flow from investing activities - discontinued operations –
Cash flow from investing activities - continuing and discontinued operations –
Free cash flow 1) - continuing operations – –
Free cash flow 1) - discontinued operations –
1) Defined as cash flow from operating activities minus cash flow from investing activities
Cash flow from operating activities in the first quarter 2019 improved significantly by 19.4 million to 4.1 million, mainly due to the reduced increase in working capital. Cash flow from investing activities decreased from minus 25.0 million in the prior year period to minus 7.8 million, mainly because the net cash payment for the acquisition of the SGL Composites company in Wackersdorf (Germany) amounting to 23.1 million was included in the prior year period. The prior year period also included the net proceeds from the sale of SGL Kümpers amounting to 3.4 million and from a land sale in Lachute (Canada) in the amount of 3.9 million, whereas the reporting period included a dividend from our joint venture with Brembo amounting to 6.0 million. Capital
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expenditures in intangible assets and property plant and equipment in the reporting period increased significantly by 88% to 15.4 million (Q1/2018: 8.2 million).
As a result, free cash flow from continuing operations in the reporting period improved significantly to minus 3.7 million compared to the prior year period (Q1/2018: minus 40.3 mil-lion).
Free cash flow from discontinued operations decreased significantly to minus 10.5 million in the reporting period (Q1/2018: 62.6 million). The amount in the reporting period includes the payment for the final settlement regarding the sale of the Aerostructures business to Avcorp. The prior year period included the proceeds from the remaining purchase price from the sale of the former business unit PP amounting to 62.6 million.
Employees
The following tables provide information on the headcount development according to reporting segments and to geographic regions:
Headcount 31. Mar. 19 31. Dec. 18 Change
Composites - Fibers & Materials –
Graphite Materials & Systems
Corporate
Total SGL Carbon
Headcount 31. Mar. 19 31. Dec. 18 Change
Germany
Europe excluding Germany
North America
Asia –
Total SGL Carbon
Opportunities and Risks
Regarding existing opportunities and risks, we refer to the detailed statements in the annual report for the financial year ended December 31, 2018. Opportunities and risks have not materially changed from the statements made in the annual report.
The future development of the global economy continues to be characterized by high risks. The IMF expects the global economy to cool down. A major risk for the European economy is the Brexit, which has been postponed until October 31, 2019 at the latest.
In the Composites - Fibers & Materials (CFM) reporting segment, opportunities and risks depend in particular on the development of sales volumes. Especially the business in the Textile Fibers market segment is increasingly affected by short-term price and volume fluctuations, which can have a negative impact on the result of operations.
In the Graphite Materials & Systems (GMS) reporting segment the medium opportunity and risk profile particularly in terms of price and volume developments continues. While on the one hand price risks are reduced after the planned price increases have been implemented, on the other hand uncertainties regarding sales volumes in the second half of the year increased in individual market segments due to the overall economic development.
The 250 million corporate bond successfully placed in April 2019 confirms the company's assessment that risks from its financial position can be regarded as low.
In summary, we currently do not see any substantial risks that have an impact on SGL Carbon as a whole. On the basis of the information currently available, it is our opinion that no individual material risks exist – neither presently nor in the foreseeable future – that could jeopardize the business as a going concern. Even if the individual risks are viewed on an aggregate basis, they do not threaten SGL Carbon as a going concern.
13SGL Carbon Q1 2019
Outlook
We fully confirm the outlook as presented in the Annual Report 2018. The following statements summarize the detailed report in the Annual Report 2018.
Financial targets for the reporting segments
KPI Actuals 2018 Outlook 2019
CFM Sales revenueMid-single digit percentage
increase
EBIT ) Close to prior year level
GMS Sales revenue Close to prior year level
EBIT ) Close to prior year level
Corporate EBIT ) – Close to prior year level
1) before non-recurring items
Reporting segment Composites – Fibers & Materials (CFM)
For the reporting segment CFM, we continue to expect a mid-single digit percentage sales growth, mainly driven by higher volume growth. Recurring EBIT in this business unit should approximately reach the prior year level despite the weak first quarter, as the high priced raw material inventory in the market segment Textile Fibers have been consumed in the first quarter and the lower raw material prices should benefit our business in the further course of the year. In addition, we anticipate higher project billing and an improved product mix in the following quarters.
Reporting segment Graphite Materials & Systems (GMS)
In the prior year, sales in the reporting segment GMS was substantially positively impacted by the initial adoption of IFRS 15. Against this background, for the fiscal year 2019, we continue to anticipate sales approximately on the same high level of the prior year. The same applies to the EBIT in the business unit GMS, which was also boosted by positive IFRS 15 effects. Despite the strong first quarter, we expect full year 2019 EBIT approximately on the same level as in the prior year, as we are planning somewhat lower volumes and higher costs in the coming quarters,
GMS should therefore once again exceed the target EBIT margin of 12% (before non-recurring items) and thus confirm
that this business model is robust even in a weakening global economic environment.
Reporting segment Corporate
EBIT in the reporting segment Corporate in the fiscal year 2019 should be close to the prior year level, which was positively impacted by a one-time gain from a land sale amounting to approximately 4 million.
Group
Group financial targetsm Actuals 2018 Outlook 2019
Sales revenue Mid-single digit
percentage increase
EBIT 1) Close to prior year level
Return on capital employed (ROCE EBIT) 1) Close to prior year level
Consolidated net result - continuing operations Balanced result
1) before non-recurring items
The fiscal year 2018 was impacted by positive effects from the initial adoption of IFRS 15 as well as positive non-recurring items resulting from the full consolidation of the former SGL ACF. This high comparative base influences the outlook for the current year. In addition, we acknowledge reports on a global economic slowdown. Nevertheless, we continue to anticipate a mid-single digit percentage Group sales increase for 2019, which will mainly be volume driven. Group EBIT (before non-recurring items and purchase price allocation) is expected to stabilize on the prior year level, which recorded a substantial increase.
After a consolidated net profit of approximately 41 million in the fiscal year 2018, we expect a break even consolidated net result in the fiscal year 2019. It should, however, be noted, that the previous year benefited from a non-cash positive non-recurring item in the amount of 28 million relating to the full consolidation of SGL ACF. In addition, we plan increased expenses in the financial result mainly from the issue of the corporate bond in April 2019 to refinance maturities due at the end of 2020. With this bond and the
175 million syndicated loan signed in January 2019, we have completed our refinancing measures and are financed until 2023 with respect to existing financial liabilities.
14
For fiscal year 2019, we continue to expect capital expenditures of approximately 100 million after 78 million in the prior year.
Net financial debt at year-end 2019 is anticipated to be a mid double digit million amount higher than at year end 2018 mainly due to higher capital expenditures as well as increasing interest expenses. We will, however, remain within our target leverage ratio (ratio of net financial debt to EBITDA)
of below 2.5. As previously announced, the target gearing level of approximately 0.5 could temporarily be exceeded due to additional capital expenditures in the years 2019 through to 2021.
Wiesbaden, May 7, 2019
SGL Carbon SE The Board of Management
15SGL Carbon Q1 2019
16
Consolidated Income Statement
1st Quarter
million 2019 2018 Change
Sales revenueCost of sales – – –
Gross profitSelling expenses – – –
Research and development costs – – –
General and administrative expenses – –
Other operating income –
Other operating expenses – – >–
Result from investments accounted for At-Equity –
Restructuring expenses -
Operating profit –
Interest income
Interest expense – – –
Other financing result –
Result from continuing operations before income taxes –Income tax expense – –
Result from continuing operations –Result from discontinued operations, net of income taxes – –
Net result for the period –
Thereof attributable to:
Non-controlling interests -
Consolidated net result (attributable to shareholders of the parent company) –
Earnings per share, basic and diluted, (in ) –
Earnings per share - continuing operations, basic (in ) –
Earnings per share - continuing operations, diluted (in ) –
Condensed Consolidated Financial Statements (unaudited)
17SGL Carbon Q1 2019
Consolidated Statement of Comprehensive Income
1st Quarter
million 2019 2018
Net result for the periodItems that may be reclassified subsequently to profit or loss
Cash flow hedges 1) –
Currency translation –
Items that will not be reclassified subsequently to profit or loss
Actuarial gains/losses on pensions and similar obligations 2) –
Other comprehensive income – –
Comprehensive incomeThereof attributable to:
Non-controlling interests
Consolidated net result (attributable to shareholders of the parent company)
1) Includes tax effects of 0.0 million (2018: 0.0 million) in the first quarter 2) Includes tax effects of 0.0 million (2018: 0.1 million) in the first quarter
18
Consolidated Balance Sheet
ASSETS m 31. Mar. 19 31. Dec. 18 Change
Non-current assets
Goodwill
Other intangible assets –
Property, plant and equipment
Investments accounted for At-Equity –
Other non-currents assets
Deferred tax assets
Current assets
Inventories
Trade receivables and contract assets
Other financial assets –
Other receivables and other assets –
Liquidity –
Time deposits –
Cash and cash equivalents
–
Assets held for sale - -
Total assets
19SGL Carbon Q1 2019
EQUITY AND LIABILITIES m 31. Mar. 19 31. Dec. 18 Change
Equity
Issued capital
Capital reserves
Accumulated losses – –
Equity attributable to the shareholders of the parent companyNon-controlling interests –
Total equity
Non-current liabilities
Provisions for pensions and similar employee benefits
Other provisions
Interest-bearing loans
Other financial liabilities
Deferred tax liabilities
Current liabilities
Other provisions –
Current portion of interest-bearing loans –
Trade payables –
Other financial liabilities
Other liabilities
–
Liabilities in connection with assets held for sale - -Total equity and liabilities
20
Consolidated Cash Flow Statement
1st Quarter
million 2019 2018
Cash flow from operating activities
Result from continuing operations before income taxes
Adjustments to reconcile the result from continuing operations to cash flow from operating activities:
Interest expense (net)
Change in value of contract assets (IFRS 15) – –
Result from the disposal of property, plant and equipment – –
Depreciation/amortization expense
Income from business combination achieved in stages - –
Result from investments accounted for At-Equity – –
Amortization of refinancing costs
Interest received
Interest paid – –
Income taxes paid – –
Changes in provisions, net – –
Changes in working capital
Inventories – –
Trade receivables and contract assets – –
Trade payables –
Changes in other operating assets/liabilities
Cash flow from operating activities - continuing operations –Cash flow from operating activities - discontinued operations
Cash flow from operating activities - continuing and discontinued operations –
21SGL Carbon Q1 2019
1st Quarter
million 2019 2018
Cash flow from investing activities
Payments to purchase intangible assets and property, plant & equipment – –
Proceeds from the sale of intangible assets and property, plant & equipment
Dividend payments from investments accounted for At-Equity -
Payments for the acquisition of subsidiaries, net of cash acquired - –
Payments received for divestitures
Cash flow from investing activities - continuing operations – –
Changes in time deposits
Cash flow from investing and cash management activities - continuing operations –
Cash flow from investing activities and cash management activities - discontinued operations –
Cash flow from investing activities and cash management activities - continuing and discontinued operations
Cash flow from financing activities
Repayment of financial liabilities – –
Payments in connection with financing activities –
Payments for the redemption portion of lease liabilities – -
Cash flow from financing activities - continuing operations – –
Cash flow from financing activities - continuing and discontinued operations – –Effect of foreign exchange rate changes
Net change in cash and cash equivalents –Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
Time deposits at end of period
Liquidity
22
Condensed Consolidated Statement of Changes in Equity
1st Quarter 19
million
Equity attributable to the shareholders of
the parent companyNon-controlling
interests Total equity
Cumulative adjustment on initial application of IFRS 16
Net result for the period
Other comprehensive income – –
Comprehensive income
Other changes in equity 1) – –
1st Quarter 18
million
Equity attributable to the shareholders of
the parent companyNon-controlling
interests Total equity
Cumulative adjustment on initial application of IFRS 15 and IFRS 9 (net of income taxes)
Net result for the period
Other comprehensive income – –
Comprehensive income
23SGL Carbon Q1 2019
Notes to the Condensed Consolidated Interim Financial Statements Description of business
SGL Carbon SE, located at Söhnleinstrasse 8, Wiesbaden (Germany), together with its subsidiaries (the Company or SGL Carbon) is a global manufacturer of products and solutions based on carbon fibers and specialty graphites.
Basis of preparation
The condensed consolidated interim financial statements of SGL Carbon have been prepared in accordance with International Financial Reporting Standards (IFRS) applicable to interim financial reporting (IAS 34) as issued by the International Accounting Standards Board and as adopted by the European Union (EU) and should be read in conjunction with the SGL Carbon Consolidated Financial Statements as of December 31, 2018. The condensed consolidated interim financial statements as of March 31, 2019, apply the same accounting principles and practices as well as the same estimates and assumptions as those used in the 2018 annual financial statements, except for the adoption of the new standard IFRS 16 Leases effective as of January 1, 2019.
These condensed consolidated interim financial statements contain all of the information that is required for a fair pres-entation of the results of operations and the financial position of the Company.
The condensed consolidated interim financial statements were authorized by the Board of Management on May 7, 2019. The condensed consolidated interim financial statements and interim group management report have not been audited, neither have they been subject to an auditor’s review.
New accounting pronouncements with mandatory adoption as of January 1, 2019
IFRS 16 Leases IFRS 16 provides that in general, all leases and the associated contractual rights and duties must be reflected in the lessee’s balance sheet, unless the term does not exceed 12 months or it constitutes a low-value asset. The classification required
under IAS 17 into operating or finance leases therefore does not apply to the lessee. As for leases, the lessee recognizes a liability for lease obligations incurred in the future. Correspondingly, a right to use the leased asset is capitalized, which in principle is equivalent to the present value of the future lease payments plus directly attributable costs and is amortized over the useful life.
SGL Carbon has applied IFRS 16 for the first time as of January 1, 2019, using the modified retrospective approach, i.e. the previous’ year figures are not restated. The cumulative effects from the first-time application are recorded in retained earnings as of January 1, 2019.
First-time application within SGL Carbon to date has affected leases that previously had been classified as operating leases. Short-term leases with a term not exceeding 12 months (and no purchase option) as well as leases where the underlying asset is of minor value, were not accounted for according to the option under IFRS 16.5 and not under IFRS 16. In addition, SGL Carbon is using the option under IFRS 16.15 and recognizes all lease and non-lease components according to IFRS 16. Moreover, the Company has applied the relief provisions of IFRS 16.C3(b) when transitioning to IFRS 16, and has not reviewed contracts, which pursuant to IAS 17 “Leases” in conjunction with IFRIC 4 “Determining whether an Arrangement contains a Lease” are not classified as leases, based on the definition of a lease in IFRS 16.
For the first-time application of IFRS 16 on operating leases, the right to use the leased asset was in principle valued at the amount of the lease liability, using the interest rate at the time of the first-time application. The average interest rate as of January 1, 2019 was approx. 3.4%. For the valuation of the right of use at the time of first-time application, the initial direct costs were not taken into account. The following categories of leases were identified, where as a consequence of the change to IFRS 16 as of January 1, 2019, contracts that previously had been recognized as operating leases, now qualify as leases within the meaning of the new standard: buildings, plant and machinery and office equipment. The first-time application resulted in recording usage rights in the amount of
36.7 million and lease liabilities in the amount of 36.6 million in the Consolidated Balance Sheet as of and for the period ended January 1, 2019; the difference in the amount 0.1 million between the two balance sheet items relates to a liability in a lease contract that was already recognized prior to the implementation of IFRS 16.
24
The off-balance sheet obligations as of December 31, 2018 are reconciled as follows to the recognized lease liabilities as of January 1, 2019:
million Jan. 1, 19
Transition lease liabilities
Off-balance sheet lease obligations as of December 31, 2018
Relief option for short-term leases –
Relief option for low value asset leases –
Other
Operating lease obligations as of January 1, 2019 (gross, without discounting) 43.0
Operating lease obligations as of January 1, 2019 (net, discounted) 36.6
Present value of finance lease liabilities at January 1, 2019
Total lease liabilities as of January 1, 2019 53.5
The quantitative impact of the first-time application of IFRS 16 on the consolidated balance sheet as of December 31, 2018 or January 1, 2019 is shown in the following table:
million Dec. 31, 18
IFRS 16 adjust-ments Netting Jan. 1, 19
Assets
Property, plant and equipment
Deferred tax assets -
Liabilities
Other financial liabilities
thereof: non-current liabilities
thereof: current liabilities
Deferred tax liabilities -
Equity
Accumulated losses – –
Equity ratio
25SGL Carbon Q1 2019
The impact of the application of the new IFRS 16 on the consolidated interim income statement as of March 31, 2019 is illustrated below:
1st Quarter 19
million
Amounts without adoption of
IFRS 16IFRS 16
adjustments As reported
Cost of sales – –
thereof: depreciation and amortization – - –
Earnings before interest, taxes, depreciation and amortization (EBITDA) before non-recurring items
Net financing result – – –
Income tax expense – –
Net result for the period –Other comprehensive income – – –
IFRS 16 also affects the structure of the cash flow statement of SGL Carbon: Cash flow from operating activities and free cash flow increased by 2.1 million and cash flow from financing activities decreased by 2.1 million.
Other disclosures
Provisions for pensions and similar employee benefits During the reporting period, SGL Carbon adjusted the pension discount rate in Germany and the US by 0.30%- and 0.40%-points, respectively, as a consequence of decreased long-term interest rate levels. As of March 31, 2019, the discount rates are 1.60% in Germany (Dec 31, 2018: 1.90%) and 3.80% in USA (Dec 31, 2018: 4.20%). The discount rate adjustment resulted in actuarial losses of 16.3 million (without tax effect) which have been included in other comprehensive income, thereby decreasing equity by 16.3 million.
Investments accounted for At-Equity The main joint venture accounted for At-Equity is Brembo SGL Carbon Ceramic Brakes S.p.A (Ceramic Brake Discs), Stezzano, Italy (BSCCB), which is operated together with Brembo and produces and further develops carbon ceramic brake discs. The table below provides the result of operations and the financial position of BSCCB, as reported in its financial state-ments (taking into account IFRS 15 effects).
1st Quarter
million 2019 2018
Ownership interest
Income statement
Sales revenue (100%)
Operating profit
Net financing result
Net result for the period (100%)
Share of SGL Carbon in the net result for the period (50%)
Balance Sheet 31. Mar. 19 31. Dec. 18
Non-current assets
Current assets
Thereof cash and cash equivalents
Non-current liabilities
Thereof financial liabilities
Current liabilities
Thereof financial liabilities
Share of SGL Carbon in the net assets (50%)
Goodwill/customer base
Carrying amount of material joint ventures
26
The increase of non-current assets and non-current liabilities compared to December 31, 2018 is due to the adoption of IFRS 16.
The carrying amount of remaining investments accounted for At-Equity was 10.0 million (Dec. 31, 2018: 9.6 million) and
their contribution to the result from investments accounted for At-Equity during the first quarter 2019 was 0.3 million (Q1/2018: minus 0.1 million).
Additional disclosures on financial instruments
The following table assigns the individual balance sheet items for the financial instruments to classes and measurement categories:
million
Measurement category under
IFRS 9
Carrying amount at Mar. 31, 19
Carrying amount at Dec. 31, 18
Financial assets
Cash and cash equivalents
Time deposits
Trade receivables and contract assets
Marketable securities and similar investments
Other financial assets
Derivative financial assets: Derivatives without a hedging relationship
Derivative financial assets: Derivatives with a hedging relationship n.a.
Financial liabilities
Convertible bonds
Bank loans, overdrafts and other financial liabilities
Refinancing costs – –
Finance lease liabilities n.a.
Trade payables
Miscellaneous other financial liabilities
Derivative financial liabilities: Derivatives without a hedging relationship
Derivative financial liabilities: Derivatives with hedging relationship n.a.
Thereof aggregated by measurement category in accordance with IFRS 9
1) Financial assets measured at amortized costs
2)Financial assets measured at fair value through profit and loss
3)Other financial assets measured at fair value through profit and loss
4)Financial liabilities measured at amortized costs
5) Financial liabilities measured at fair value through profit and loss
The following table shows the breakdown of the assets and liabilities measured at fair value into the three levels of fair value hierarchy in accordance with IFRS 13:
31. Mar. 19
million Level1 Level2 Level3 Total
Marketable securities and similar investments - -
Derivative financial assets - -
Derivative financial liabilities - -
27SGL Carbon Q1 2019
31. Dec. 18
million Level1 Level2 Level3 Total
Marketable securities and similar investments - -
Derivative financial assets - -
Derivative financial liabilities - -
The fair market value of the convertible bond 2015/2020 as of March 31, 2019, was 168.5 million (December 31, 2018:
165.2 million) and for the convertible bond 2018/2023 149.4 million (December 31, 2018: 140.1 million). As the fair
value is derived from quoted prices in active markets, these financial instruments are allocated to Level 1.
Receivables management Factoring agreements concluded in the reporting period reduced the carrying amount of receivables. The volume of sales of receivables on the balance sheet date was 22.2 million (31. December 2018: 0.0 million).
Seasonality of operations
Customer order patterns within the segments CFM and GMS primarily follow overall global trends (e. g. for lightweight materials) and depend on the availability in connection with the pricing of such materials. The overall economic environment is usually a first indicator for any developments in the customers’
demand. In addition, individual large projects can significantly impact the business development and overlap regular seasonality.
Other additional information
Issued capital remained unchanged to December 31, 2018 at 313.2 million as of March 31, 2019, and is divided into
122,341,478 no-par value ordinary bearer shares at 2.56 per share. During the first quarter 2019, no new shares were issued from the authorized capital. As of March 31, 2019, there were 1,872,492 SARs outstanding. SGL Carbon SE held a total of 70,501 of its own shares (treasury shares) as of March 31, 2019. Based on an average number of 122.3 million shares, basic earnings per share amounted to 0.07 (Q1/2018: 0.26).
The calculation of diluted earnings per share assumes the conversion of outstanding debt securities (convertible bonds) to shares or exercise of other contracts for the issue of common shares such as stock appreciation rights. The above-mentioned financial instruments are included in the calcula-tion of diluted earnings per share only if there is a mathe-matical dilutive effect during the reporting period concerned. Accordingly, EPS diluted is unchanged and amounts to 0.07 (Q1/2018: 0.26). EPS diluted (continuing operations) amounts to 0.07 (Q1/2018: 0.29).
28
Segment information
million CFM GMS CorporateConsolidation adjustments SGL Carbon
1st Quarter
External sales revenue
Intersegment sales revenue –
Total sales revenue 115.7 164.2 18 –9.1 288.8
Timing of revenue recognition
Products transferred at point in time
Products and services transferred over time
Total sales revenue 115.0 164.2 9.6 0.0 288.8
Sales revenue by customer industry
Mobility
Energy
Industrial Applications
Chemicals - -
Digitalization - -
Textile Fibers - -
Total sales revenue 115.0 164.2 9.6 0.0 288.8
Operating profit (EBIT) before non-recurring items (recurring EBIT) –
Non-recurring items 1) – –
Operating profit/loss (EBIT) – –
Capital expenditures 2)
Earnings before interest, taxes, depreciation and amortization (EBITDA) before non-recurring items –
Amortization/depreciation on intangible assets and property, plant and equipment before non-recurring items
Working Capital 3) –
Capital employed 4)
29SGL Carbon Q1 2019
million CFM GMS CorporateConsolidation adjustments SGL Carbon
1st Quarter 18
External sales revenue
Intersegment sales revenue –
Total sales revenue –
Timing of revenue recognition
Products transferred at point in time
Products and services transferred over time
Total sales revenue 115.0 140.1 8.3 0.0 263.4
Sales revenue by customer industry
Mobility
Energy
Industrial Applications
Chemicals - -
Digitalization - -
Textile Fibers - -
Total sales revenue 115.0 140.1 8.3 0.0 263.4
Operating profit (EBIT) before non-recurring items (recurring EBIT) –
Non-recurring items 1)
Operating profit/loss (EBIT) after non-recurring items –
Capital expenditures 2)
Earnings before interest, taxes, depreciation and amortization (EBITDA) before non-recurring items –
Amortization/depreciation on intangible assets and property, plant and equipment – – – –
Working Capital (31.12.) 3) –
Capital employed (31.12.) 4)
1) Non-recurring items comprise the carryforward of hidden reserves realized as part of the purchase price allocation of the SGL-ACF and Benteler SGL totalling minus 2.6 million as well as release of restructuring provisions of 0.2 million (Q1/18: income from business combination achieved in stages (SGL ACF) of 28.4 million and
the carrying forward of the purchase price allocation SGL ACF and Benteler of minus 1.7 million) 2) Defined as total of capital expenditure in other intangible assets and property, plant and equipment 3) Defined as sum of inventories, trade receivables and contract assets less trade payables 4) Defined as the sum of goodwill, other intangible assets, property, plant and equipment, investments accounted for At-Equity, and working capital
Sales revenue with one customer of the reporting segment CFM amount to approx. 33 million of total SGL Carbon sales revenues (Q1/18: 32 million).
30
Subsequent Events
On April 10, 2019, SGL Carbon SE placed EUR 250 million in aggregate principal amount of its 4.625% p.a. Senior Secured Notes due 2024 (the “Notes”). SGL Carbon will use the proceeds, together with cash on hand, to prefund its existing convertible bonds due 2020 (the “2020 Convertible Bonds”), for repayment of the existing SGL ACF loan related to the BMW Joint Venture, and to pay related costs and expenses. In connection with the prefunding of the 2020 Convertible Bonds, SGL Carbon has deposited a portion of the proceeds from the offering of the Notes, representing the aggregate amount of principal and interest that will be due under the 2020 Convertible Bonds until their maturity, into an escrow
account that is pledged for the benefit of the holders of the 2020 Convertible Bonds.
Wiesbaden, May 7, 2019
SGL Carbon SE The Board of Management of SGL Carbon
Dr. Jürgen Köhler Dr. Michael Majerus
SGL Carbon Q1 2019 31
To the best of our knowledge, and in accordance with the applicable reporting principles for interim financial reporting, the interim consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group, and the interim Group Management Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated
with the expected development of the Group for the remaining months of the financial year.
Wiesbaden, May 7, 2019
SGL Carbon SE
The Board of Management
Responsibility statement
32
Sales Revenue and Operating Profit/Loss by Reporting Segment
1st Quarter
million 2019 2018 Change
Sales revenue
Composites - Fibers & Materials
Graphite Materials & Systems
Corporate
SGL Carbon
1st Quarter
million 2019 2018 Change
EBIT before non-recurring items 1)
Composites - Fibers & Materials –
Graphite Materials & Systems
Corporate – – –
SGL Carbon –1) Non-recurring items of minus 2.4 million in the first quarter 2019 (Q1/2018:
26.7 million)
Quarterly Sales Revenue, Operating Profit/Loss (EBIT) and Return on Sales (based on EBIT before non-recurring items) by Reporting Segment
2018 2019
million Q1 Q2 Q3 Q4 Full Year Q1
Sales revenue
Composites - Fibers & Materials
Graphite Materials & Systems
Corporate
SGL Carbon
2018 2019
million Q1 Q2 Q3 Q4 Full Year Q1
EBIT before non-recurring items 1)
Composites - Fibers & Materials –
Graphite Materials & Systems
Corporate – – – – – –
SGL Carbon
2018 2019
in % Q1 Q2 Q3 Q4 Full Year Q1
Return on sales (EBIT-margin) before non-recurring items 1)
Composites - Fibers & Materials –
Graphite Materials & Systems
SGL Carbon1) Non-recurring items of in total 16.3 million in 2018 and minus 2.4 million in the first quarter 2019
Other information
33SGL Carbon Q1 2019
Quarterly Consolidated Income Statement
2018 2019
million Q1 Q2 Q3 Q4 Full Year Q1
Sales revenueCost of sales – – – – – –
Gross profitSelling, administrative, R&D and other operating income/expense – – – – – –
Result from investments accounted for At-Equity
Operating profit (EBIT) before non-recurring items (recurring EBIT)Restructuring expenses – – –
Reversal of impairment losses/Effects from purchase price allocation – – – –
Operating profit/loss (EBIT)
Net financing result – – – – – –
Result from continuing operations before income taxes –Income tax expense – – – – –
Result from continuing operations –Result from discontinued operations, net of income taxes – – –
Net result for the period –Thereof attributable to:
Non-controlling interests
Consolidated net result (attributable to shareholders of the parent company) –
34
Financial Calendar 2019
May 10, 2019
Annual General Meeting
August 6, 2019
Report on the First Half Year 2019 Conference call for investors and analysts
November 5, 2019
Report on the Nine Months 2019 Conference call for investors and analysts
Investor Relations Contact
SGL CARBON SE Head Office | Investor Relations Söhnleinstrasse 8 65201 Wiesbaden (Germany) Telephone: +49 611 6029-103 Telefax: +49 611 6029-101 E-Mail: [email protected] www.sglcarbon.com Produced inhouse with firesys
35SGL Carbon Q1 2019
Important Note
This interim report contains statements relating to certain projections and business trends that are forward-looking, including statements with respect to SGL Carbon’s
outlook and business development, including developments in SGL Carbon’s Composites - Fibers & Materials and Graphite Materials & Systems businesses, expected
customer demand, expected industry trends and expected trends in the business environment, statements related to SGL Carbon’s cost savings programs. You can
generally identify these statements by the use of words like "may", "will", "could", "should", "project", "believe", "anticipate", "expect", "plan", "estimate", "forecast",
"potential", "intend", "continue" and variations of these words or comparable words. These statements are not historical facts, but rather are based on current
expectations, estimates, assumptions and projections about SGL Carbon’s businesses and future financial results, and readers should not place undue reliance on
them. Forward-looking statements do not guarantee future performance and involve risks and uncertainties. These risks and uncertainties include, without limitation,
changes in political, economic, legal and business conditions, particularly relating to SGL Carbon’s main customer industries, competitive products and pricing, the
ability to achieve sustained growth and profitability in SGL Carbon’s Composites - Fibers & Materials and Graphite Materials & Systems businesses, the impact of any
manufacturing efficiencies and capacity constraints, widespread adoption of carbon fiber products and components in key end-markets of the SGL Carbon, including
the automotive and aviation industries, the inability to execute additional cost savings or restructuring measures, availability of raw materials and critical manufacturing
equipment, trade environment, changes in interest rates, exchange rates, tax rates, and regulation, available cash and liquidity, SGL Carbon’s ability to refinance its
indebtedness, development of the SGL Carbon’s pension obligations, share price fluctuation may have on SGL Carbon’s financial condition and results of operations
and other risks identified in SGL Carbon’s financial reports. These forward-looking statements are made only as of the date of this document. SGL Carbon does not
undertake to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
SGL Carbon SEHead Office | Investor RelationsSöhnleinstrasse 865201 Wiesbaden / GermanyPhone +49 611 6029-103Fax +49 611 [email protected]